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dsp-10q_20220331.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-40015

Viant Technology Inc.

(Exact name of registrant as specified in its charter)

Delaware	85-3447553
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2722 Michelson Drive, Suite 100 Irvine, CA	92612
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (949) 861-8888

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock, par value $0.001 per share

DSP

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 29, 2022 there were 14,071,482 shares and 47,082,260 shares of the registrant’s Class A and Class B common stock, respectively, $0.001 par value per share, outstanding.

TABLE OF CONTENTS

			Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements		3
	A.	Condensed Consolidated Balance Sheets	3
	B.	Condensed Consolidated Statements of Operations	4
	C.	Condensed Consolidated Statements of Convertible Preferred Units and Equity	5
	D.	Condensed Consolidated Statements of Cash Flows	7
	E.	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		35
Item 4.	Controls and Procedures		35
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings		37
Item 1A.	Risk Factors		37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		37
Item 3.	Defaults Upon Senior Securities		37
Item 4.	Mine Safety Disclosures		37
Item 5.	Other Information		37
Item 6.	Exhibits		38
Signatures			39

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

VIANT TECHNOLOGY INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)

	As of March 31,			As of December 31,
	2022			2021
Assets
Current assets:
Cash	$	247,936		$	238,480
Accounts receivable, net of allowances		79,897			110,739
Prepaid expenses and other current assets		3,544			2,967
Total current assets		331,377			352,186
Property, equipment, and software, net		22,611			22,331
Operating lease assets		20,345			—
Intangible assets, net		1,499			1,786
Goodwill		12,422			12,422
Other assets		397			406
Total assets	$	388,651		$	389,131
Liabilities and stockholders’ equity
Liabilities
Current liabilities:
Accounts payable	$	24,706		$	32,877
Accrued liabilities		37,670			34,086
Accrued compensation		9,640			12,247
Current portion of deferred revenue		64			1,317
Current portion of operating lease liabilities		1,837			—
Other current liabilities		1,241			2,531
Total current liabilities		75,158			83,058
Long-term debt		17,500			17,500
Long-term portion of deferred revenue		—			5,234
Long-term portion of operating lease liabilities		19,668			—
Other long-term liabilities		—			765
Total liabilities		112,326			106,557
Commitments and contingencies (Note 13)
Stockholders’ equity
Preferred stock, $0.001 par value, 10,000,000 shares authorized, none issued and outstanding as of March 31, 2022 and December 31, 2021		—			—
Class A common stock, $0.001 par value; 450,000,000 shares authorized; 14,071,482 and 13,920,868 shares issued and 14,071,482 and 13,704,638 shares outstanding as of March 31, 2022 and December 31, 2021, respectively		14			14
Class B common stock, $0.001 par value; 150,000,000 shares authorized; 47,082,260 and 47,107,130 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively		47			47
Additional paid-in capital		85,926			82,888
Accumulated deficit		(25,979	)		(20,139	)
Treasury stock, at cost; 0 and 216,230 shares as of March 31, 2022 and December 31, 2021, respectively		—			(2,648	)
Total stockholders’ equity attributable to Viant Technology Inc.		60,008			60,162
Noncontrolling interests		216,317			222,412
Total equity		276,325			282,574
Total liabilities and stockholders’ equity	$	388,651		$	389,131

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

VIANT TECHNOLOGY INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

	Three Months Ended March 31,
	2022			2021
Revenue	$	42,629		$	40,144
Operating expenses:
Platform operations		26,194			24,344
Sales and marketing		13,756			14,185
Technology and development		5,003			5,900
General and administrative		11,083			10,420
Total operating expenses		56,036			54,849
Loss from operations		(13,407	)		(14,705	)
Interest expense, net		152			235
Other expense (income), net		4			(70	)
Total other expense, net		156			165
Net loss		(13,563	)		(14,870	)
Less: Net loss attributable to noncontrolling interests		(10,371	)		(11,766	)
Net loss attributable to Viant Technology Inc.	$	(3,192	)	$	(3,104	)
Loss per share of Class A common stock:
Basic	$	(0.23	)	$	(0.27	)
Diluted	$	(0.23	)	$	(0.27	)
Weighted-average shares of Class A common stock outstanding:
Basic		13,809			11,500
Diluted		13,809			11,500

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

VIANT TECHNOLOGY INC.

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED UNITS AND EQUITY

(In thousands)

(Unaudited)

	Class A Common Stock				Class B Common Stock					Additional Paid-In			Accumulated			Treasury Stock						Noncontrolling			Total
	Shares		Amount		Shares			Amount		Capital			Deficit			Shares			Amount			Interests			Equity
Balance as of December 31, 2021		13,921	$	14		47,107		$	47	$	82,888		$	(20,139	)		(216	)	$	(2,648	)	$	222,412		$	282,574
Exchange of Class B common stock for Class A common stock		25		—		(25	)		—																	—
Issuance of common stock in connection with equity- based compensation plans		126		—																						—
Reissuance of treasury stock in connection with equity- based compensation plans														(2,648	)		216			2,648						—
Allocation of equity to noncontrolling interests											(4,276	)											4,276			—
Accrued member tax distributions											(12	)														(12	)
Stock-based compensation											7,326															7,326
Net loss														(3,192	)								(10,371	)		(13,563	)
Balance as of March 31, 2022		14,072	$	14		47,082		$	47	$	85,926		$	(25,979	)		—		$	—		$	216,317		$	276,325

	Convertible Preferred Units						Common Units					Class A Common Stock				Class B Common Stock						Additional Paid-In			Accumulated			Members'			Treasury Stock				Noncontrolling			Total
	Units			Amount			Units			Amount		Shares		Amount		Shares			Amount			Capital			Deficit			Equity			Shares		Amount		Interests			Equity
Balance as of December 31, 2020		600		$	7,500			400		$	—		—	$	—		—		$	—		$	—		$	—		$	20,117			—	$	—	$	—		$	20,117
Net income prior to Reorganization Transactions																													669										669
Effect of Reorganization Transactions		(600	)		(7,500	)		(400	)		—						48,936			49			28,237						(20,786	)									7,500
Issuance of Class A common stock in initial public offering, net of underwriting and offering costs													11,500		12		(1,500	)		(2	)		228,175																228,185
Allocation of equity to noncontrolling interests																							(208,587	)												208,587			—
Accrued member tax distributions																							75																75
Stock-based compensation																							19,756																19,756
Net loss subsequent to Reorganization Transactions																										(3,104	)									(12,435	)		(15,539	)
Balance as of March 31, 2021		—		$	—			—		$	—		11,500	$	12		47,436		$	47			67,656		$	(3,104	)	$	—			—	$	—	$	196,152		$	260,763

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

VIANT TECHNOLOGY INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Three Months Ended March 31,
	2022			2021
Cash flows from operating activities:
Net loss	$	(13,563	)	$	(14,870	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		3,154			2,427
Stock-based compensation		6,376			17,090
Provision for (recovery of) doubtful accounts		51			(194	)
Loss on disposal of assets		—			8
Amortization of operating lease assets		654			—
Changes in operating assets and liabilities:
Accounts receivable		30,790			31,708
Prepaid expenses and other assets		(568	)		(2,793	)
Accounts payable		(8,157	)		(3,416	)
Accrued liabilities		3,584			(11,213	)
Accrued compensation		(2,721	)		(2,055	)
Deferred revenue		(6,486	)		(547	)
Operating lease liabilities		(461	)		—
Other liabilities		(1,083	)		(1,382	)
Net cash provided by operating activities		11,570			14,763
Cash flows from investing activities:
Purchases of property and equipment		(373	)		(167	)
Capitalized software development costs		(1,725	)		(1,893	)
Net cash used in investing activities		(2,098	)		(2,060	)
Cash flows from financing activities:
Proceeds from issuance of common stock, net of underwriting discounts		—			232,500
Payment of member tax distributions		(16	)		(6,805	)
Payment of offering costs		—			(1,442	)
Net cash provided by (used in) financing activities		(16	)		224,253
Net increase in cash		9,456			236,956
Cash at beginning of period		238,480			9,629
Cash at end of period	$	247,936		$	246,585
Supplemental disclosure of cash flow information:
Cash paid for interest